Independent director

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This query is : Resolved

PANDIAN V (Querist)

22 July 2015 Whether sec.149(6) applicable to Private Ltd company and whether it should included in the directors report of Pvt.Ltd.company

CS JAY GOHIL

CS JAY GOHIL (Expert)

23 July 2015 provisions related to independent director is applicable only to public limited or listed companies.

Ankur Garg

Ankur Garg (Expert)

23 July 2015 Agree with expert opinion.

Section 149(4) read with Rule 4 of The Companies (Appointment and Qualification of directors) Rules, 2014 (Chapter 11).

The following class or classes of companies shall have at least two directors as independent directors –

(i) the Public Companies having paid up share capital of 10 crore rupees or more; or
(ii) the Public Companies having turnover of 100 crore rupees or more; or
(iii) the Public Companies which have, in aggregate, outstanding loans, debentures and deposits, exceeding 50 crore rupees:

Paid up share capital or turnover, as the case may be, as on the last date of latest audited financial statements shall be taken into account.

Vacancy: Any intermittent vacancy --- woman director--- shall be filled-up by the Board at the earliest but not later than immediate next Board meeting or three months from the date of such vacancy whichever is later.

Where a company ceases to fulfil “any of 3 conditions” for three consecutive years, it shall not be required to comply with these provisions until such time as it meets any of such conditions;

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